Common use of Access to Management, Properties and Records Clause in Contracts

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, the Seller shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the Seller, so that the Buyer may have full opportunity to make such investigation as it shall desire to make of the management, business, properties and affairs of the Seller, and the Buyer shall be permitted to make abstracts from, or copies of, all such books and records. The Seller shall furnish to the Buyer such financial and operating data and other information as to the Assets and the business of the Seller as the Buyer shall reasonably request. (b) If the Buyer, at its option and expense, prior to the Closing Date, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with the Assets (i) complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate in violation of said laws, rules and regulations, (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations, the Seller shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property and necessary records, and arranging interviews with employees of the Seller. (c) The Seller shall authorize the release to the Buyer of all files pertaining to the Seller, the Assets or the business or operations of the Seller held by any federal, state, county or local authorities, agencies or instrumentalities.

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, the Seller shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the Seller, so that the Buyer may have full opportunity to make such investigation as it shall desire to make of the management, business, properties and affairs of the Seller, and the Buyer shall be permitted to make abstracts from, or copies of, all such books and records. The Seller shall furnish to the Buyer such financial and operating data and other information as to the Assets and the business of the Seller as the Buyer shall reasonably request. From the date of this Agreement until the Closing Date, the Buyer shall provide to the Seller: (i) reasonable access, at reasonable times and upon reasonable notice, to Seller's senior management personnel; and (ii) copies of all periodic filings (Reports on Form 10-Q, 0-X) xxde by the Buyer with the Securities and Exchange Commission. (b) If the Buyer, at its option and expense, prior to the Closing Date, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with the Assets (i) complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate in violation of said laws, rules and regulations, (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations, the Seller shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property and necessary records, and arranging interviews with employees of the Seller. The Buyer does not anticipate that it will elect to cause any such reports to be prepared. (c) The Seller shall authorize the release to the Buyer of all files pertaining to the Seller, the Assets or the business or operations of the Seller held by any federal, state, county or local authorities, agencies or instrumentalities.

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, AEI and the Seller Owner shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer and the Transitory Subsidiary free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the SellerAEI and REP, so that the Buyer and the Transitory Subsidiary may have full opportunity to make such investigation as it they shall desire to make of the management, business, properties and affairs of the SellerAEI and REP, and the Buyer and the Transitory Subsidiary shall be permitted to make abstracts from, or copies of, all such books and records. The Seller AEI and the Owner shall furnish to the Buyer such financial and operating data and other information as to the Assets and the business of the Seller AEI and REP as the Buyer shall reasonably request. (b) If the Buyer, at its option and expense, prior to the Closing Date, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with the Assets Real Estate (i) complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate Real Estate in violation of said laws, rules and regulations, (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations, the Seller and (iii) does not contain any friable asbestos, AEI and REP shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property the Real Estate and necessary records, and arranging interviews with employees of the SellerAEI and REP. (c) The Seller AEI and the Owner shall authorize the release to the Buyer of all files pertaining to the SellerAEI and REP, the Assets or the business or operations of the Seller AEI and REP held by any federal, state, county or local authorities, agencies or instrumentalities.

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, the Seller Sellers shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the SellerBusiness, so that the Buyer may have full opportunity to make such investigation as it shall desire to make 27 of the management, business, properties and affairs of the SellerBusiness, and the Buyer shall be permitted to make abstracts from, or copies of, all such books and records. The Seller Sellers shall furnish to the Buyer such financial and operating data and other information as to the Assets and the business of the Seller Business as the Buyer shall reasonably request. (b) If the Buyer, at its option and expense, prior to the Closing Date, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with the Assets (i) complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate in violation of said laws, rules and regulations, (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations, the Seller Sellers shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property and necessary records, and arranging interviews with employees of the SellerSellers. (c) The Seller If reasonably requested by the Buyer, the Sellers shall authorize the release to the Buyer of all files pertaining to the SellerSellers, the Assets or the business or operations of the Seller Business held by any federal, state, county or local authorities, agencies or instrumentalities.

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, the Seller Sellers shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the SellerSellers, so that the Buyer may have full opportunity to make such investigation as it shall desire to make of the management, business, properties and affairs of the SellerSellers, and the Buyer shall be permitted to make abstracts from, or copies of, all such books and records. The Seller Sellers shall furnish to the Buyer such financial and operating data and other information as to the Assets and the business of the Seller Sellers as the Buyer shall reasonably request. (b) If the Buyer, at its option and expense, prior to the Closing Date, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with the Assets (i) complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate in violation of said laws, rules and regulations, (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations, the Seller Sellers shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property and necessary records, and arranging interviews with employees of the SellerSellers. (c) The Seller If reasonably requested by the Buyer, the Sellers shall authorize the release to the Buyer of all files pertaining to the SellerSellers, the Assets or the business or operations of the Seller Sellers held by any federal, state, county or local authorities, agencies or instrumentalities.

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, the Seller Stockholders and the Company shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer and the Parent free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the SellerCompany and the Subsidiaries, so that the Buyer and the Parent may have full opportunity to make such investigation as it shall desire to make of the management, business, properties (including conducting environmental surveys and property appraisals) and affairs of the SellerCompany and the Subsidiaries, and the Buyer and the Parent shall be permitted to make abstracts from, or copies of, all such books and recordsrecords and to take survey samples from such real property. The Seller Stockholders and the Company shall furnish to the Buyer or the Parent, as applicable, such financial and operating data and other information as to the Assets and the business of the Seller Company and the Subsidiaries as the Buyer or the Parent shall reasonably request. (b) If The Stockholders and the Buyer, at its option and expense, prior to the Closing Date, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with the Assets (i) complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate in violation of said laws, rules and regulations, (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations, the Seller shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property and necessary records, and arranging interviews with employees of the Seller. (c) The Seller Company shall authorize the release to the Buyer and the Parent of all files pertaining to the Seller, the Assets or the business or operations of the Seller Company and the Subsidiaries held by any federal, state, county or local governmental authorities, agencies or instrumentalities. The Stockholders' and the Company's authorization shall specifically waive all previous claims of privilege or other restrictions, and in any case where a release by a present or former officer, director, partner, member, or employee of the Company or any Subsidiary is necessary, the Stockholders and the Company shall exercise their best efforts to obtain such a release. (c) All information concerning the Company or its Subsidiaries that is disclosed to the Buyer or the Parent shall be treated as confidential information protected from unauthorized disclosure pursuant to the Confidentiality Agreement referred to in Section 17.

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, the Seller Sellers and the Company shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the Seller, Company so that the Buyer may have full opportunity to make such investigation as it shall desire to make of the management, business, properties and affairs of the SellerCompany, and the Buyer shall be permitted to make abstracts from, or copies of, all such books and records. The Seller Sellers and the Company shall furnish to the Buyer such financial and operating data and other information as to the Assets and the business of the Seller Company as the Buyer shall reasonably request. (b) If the Buyer, at its option and expense, prior to elects within ten days following the Closing Datedate hereof, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with the Assets Real Estate (i) complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate Real Estate in violation of said laws, rules and regulations, ; (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations; and (iii) does not contain any friable asbestos, the Seller Sellers and the Company shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property the Real Estate and necessary records, and arranging interviews with employees of the SellerCompany. (c) The Seller Sellers and the Company shall authorize the release to the Buyer of all files pertaining to the Seller, the Assets or the business or operations of the Seller Company held by any federal, state, county or local authorities, agencies or instrumentalities. The Sellers' and the Company's authorization shall specifically waive all previous claims of privilege or other restrictions, and in any case where a release by a present or former employee of the Company is necessary, the Sellers and the Company shall exercise their best efforts to obtain such a release.

Access to Management, Properties and Records. (a) From the date of this Agreement until the Closing Date, the Seller shall afford the officers, attorneys, accountants and other authorized representatives of the Buyer free and full access upon reasonable notice and during normal business hours to all management personnel, offices, properties, books and records of the Seller, so that the Buyer may have full opportunity to make such investigation as it shall desire to make of the management, business, properties and affairs of the Seller, and the Buyer shall be permitted to make abstracts from, or copies of, all such books and records. The Seller shall furnish to the Buyer such financial and operating data and other information as to the Assets and the business of the Seller as the Buyer shall reasonably request. (b) If the Buyer, at its option and expense, prior to the Closing Date, elects to have a report or reports prepared by an engineer or other professional selected by the Buyer, certifying that the real property associated with facilities where the Seller operates the Assets (ithe "Real Estate") complies with all applicable federal, state and local environmental and wetlands laws, rules and regulations and that there is not now, and never has been, manufacture, storage, or disposal of hazardous wastes at the real estate Real Estate in violation of said laws, rules and regulations, (ii) complies with all applicable building, health and fire codes, and subdivision control laws, rules and regulations, the Seller shall cooperate with such engineer or professional to the extent necessary to prepare such reports, including, without limitation, providing such engineer or professional access to such real property the Real Estate and necessary records, and arranging interviews with employees of the Seller. (c) The Seller shall authorize the release to the Buyer of all files pertaining to the Seller, the Assets or the business or operations of the Seller held by any federal, state, county or local authorities, agencies or instrumentalities.